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Special topics

Iason Skouzos & Partners > Special topics (Page 15)

Taxation in the transfer of shares listed in the Athens Stock Exchange

According to Law No. 2579/1998, article 9, paragraph 2, as amended by Law No. 3296/2004, article 12 and Law 3943/2011, article 16,  transfers of shares that are listed in the Athens Stock Exchange are taxed at 0.2 per cent. This tax is calculated on the value of the shares transferred as it appears on the tag issued by the intermediating brokerage firm. The tax burdens the buyer of the shares, individual or corporate entity, unions or trusts, regardless of their residence, origin or place of residence or domicile and even if they are exempt from the payment of other taxes...

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Procedure of dissolution & winding up of an S.A. company

An S.A. company can be dissolved, by a decision of its shareholders, which shall be taken with the increased majority percentages specified by the Articles of Association of the company or the Law 2190/1920. It is notable that the company after the decision for the dissolution enters the stage of the winding up and continues to exist for a time-period, but only for the purpose of accomplishment of the winding up procedures. In brief, the procedure in order for an S.A. company to be dissolved and continue existing under the winding up status, include the following steps: 1. Drafting the Minutes of...

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Private Capital Company (IKE or PCC)

A new simpler and more flexible corporate form, i.e. the Private Company (IKE) is introduced by Law 4072/2012. IKE is a private capital company, i.e. it is a company not subject to public listing that has capital and the liability of its members for the company debts, except for those with the guarantee contribution, is limited. It is a legal entity and considered a commercial company even if the business scope is other than trading. The main characteristics of the Private Company (IKE) are the following: The first basic characteristic is that unlike the other known capital companies in Greece (EPE and...

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Setting up a branch of a foreign company in Greece

Foreign direct investment has become a common practice and setting up a branch is a common way of doing business in Greece for foreign business entities. The establishment of branches of foreign companies in Greece is governed by the following provisions: a) Article 50 Law 2190/20; b) Article 57-58 Law 3190/55; c) Presidential Decree 360/93. According to the above provisions, the types of foreign companies that can establish a branch in Greece are a) S.A. companies i.e. companies limited by shares with share capital of at least €60.000; b) Limited Liability companies with share capital of at least €4.500.The requirements are...

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To which extent can a Greek S.A. company waive in advance any claim it might have against a member of its board of directors?

This is governed by the combination of articled 18, 22a and 22b of law 2190/1920, the basic law for S.A. companies. The waiver cannot be granted in advance. Waiver after an event which gives rise to a claim of the company: According to article 18 the Ordinary General Meeting of the shareholders, after the approval of the annual financial statements, resolves on the waiver of the liability of the members of the Board in relation to the approved financial statements. For liability that is not related with the accuracy of the annual financial statements, article 22 a par. 4 provides that the S.A....

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To which extent can a Greek S.A. company offer a general indemnification in favor of the a member of its board of directors for any third party claims?

Article 23a of law 2190/1920 prohibits any general indemnification of the company in favor of members of its board of directors, but subject to certain conditions this may be allowed (prior approval of the general meeting , that the indemnification is in favor of the company). If a claim of a third party against a member of the Board of Directors is raised for acts performed in the ordinary performance of his duties, the liability is concurrent and the member of the board that will be forced to compensate a third party may further address the claim towards the company....

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Social Security contributions to the Greek Social Security Fund (IKA)

Distinction between employers’ and employee’s contributions According to Greek social security legislation, employers are liable for the payment not only of their own contribution to an employee’s social security (employer’s contribution) but also to withhold and pay the employee’s contribution to the fund (employee’s contribution). So, the general rule is that upon every payment, the employer must withhold from the payment of the employee’s salary the employee’s contribution and pay them to the Social Security Fund, together with their contribution. Relevant time for the calculation and payment of the Social Security Contributions As relevant time for the payment is the calendar month in which...

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Table of acts that a Greek S.A. is obliged to publish & approximate cost

a) in the Bulletin of the Government Gazette 1. The act of incorporation of the S.A. and the Articles of Association cost: free 2. The appointment (and the termination) of the persons who a) exercise the management of the company, b) are empowered to represent it, and c) are authorized to conduct the company’s regular audit. cost: app. 262,50 € 3. Decisions for amendment of the Articles of Association cost: app. 262,50 € 4. Annual financial statements (balance sheet, audit reports e.t.c.) cost: app. 493,50 € 5. The Board of Directors by which the payment of the share capital is certified cost: app. 262,50 € b) in the press The...

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The new investment incentives law 3908/2011

Greece's new Investment Incentives Law (3908/2011) responds to the diverse needs of today’s investor and, in parallel, creates a forward-looking investment environment. As Greece orients itself to the global economy, establishes outward-directed policies, and institutes a green development model, both domestic and foreign investors will find a new, open investment framework that is welcoming, attractive, and rewarding. The new Law establishes priorities and policies that mandate an investment process characterized by speed, transparency, and results. Investors will discover productive incentives, financing tools, and streamlined procedures so their business plans proceed with the least amount of bureaucracy and the greatest amount of clarity. Greece is...

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